Conditions on banking authority 2026 Bendigo and Adelaide Bank

 Banking Act 1959                                        

 

To: Bendigo and Adelaide Bank Limited ABN 11 068 049 178 (the ADI)

 

SINCE the ADI holds a section 9 authority under the Banking Act 1959 (the Act) to carry on banking business in Australia (the authority),

 

I, Shieh Ling Wong, a delegate of APRA, under paragraph 9AA(1)(a) of the Act, IMPOSE the conditions on the authority as specified in the schedule (the imposed conditions).

This instrument commences on 18 August 2026. Dated: 17 August 2026

 

Shieh Ling Wong

General Manager

General Insurance and Banking Division

 

In this instrument:

APRA means the Australian Prudential Regulation Authority.

banking business and section 9 authority have their respective meanings given in subsection 5(1) of the Act.

Notes

Note 1 APRA is required to publish this instrument in the Gazette.

 

Note 2 A decision to impose conditions or additional conditions on a section 9 authority is a decision to which Part VI of the Act applies. You may request that APRA reconsider the decision in accordance with subsection 51B(1) of the Act. The request for reconsideration must be made in writing, must state the reasons for the request, and must be given to APRA within 21 days after the day on which you first received notice of this decision, or within such

further period as APRA allows. The address where written notice may be given to APRA is Level 12, 1 Martin Place, Sydney NSW 2000.

 

Note 3 If you are dissatisfied with the outcome of APRA’s reconsideration of the decision, you may, subject to the Administrative Review Tribunal Act 2024, apply to the Administrative Review Tribunal for review of the reconsidered decision.

 

Note 4 You also have the right to obtain access to documents about the decision under the Freedom of Information Act 1982. If you wish to submit a freedom of information (FOI) request to APRA, please send the request to foi@apra.gov.au and (a) specify that the request is an FOI request and (b) provide any other information about the document(s) you are requesting. More information about FOI and APRA is available on our website at https://www.apra.gov.au/freedom-of-information.

  1.            Within 20 Business Days of the Commencement Date, BEN must provide APRA with the:
    1.              details of an Independent Reviewer, including their name, contact details and professional biography; and
    2.              Scope of Engagement between BEN and the Independent Reviewer.
  2.            BEN must not appoint the Independent Reviewer if APRA has provided a written objection to the appointment or the Scope of Engagement.
  3.            If APRA provides feedback on the Scope of Engagement, BEN must incorporate APRA’s

feedback into the Scope of Engagement.

  1.            BEN must:
    1.              provide the Independent Reviewer with full access to the BEN Board, committees, forums, records, systems and personnel necessary to discharge their responsibilities as set out in the Scope of Engagement; and,
    2.              if requested by APRA, arrange and/or attend a meeting between representatives of APRA and the Independent Reviewer.
  1.            Within 90 days of the Commencement Date, BEN must:
    1.              prepare a Rectification Plan, which:
      1.                    addresses all weaknesses and deficiencies across its non-financial risk framework and practices, including with reference to the findings, observations and recommendations of the Deloitte RCA Report;
      2.                    defines clear Target States that the Rectification Program intends to achieve;
      3.                    specifies measurable Rectification Activities which will be undertaken to achieve the Target States;
      4.                    sets out specific timelines for the implementation of the Rectification Activities;
      5.                    identifies the Accountable Person(s) responsible for each of the Rectification Activities, and the responsibilities of the Accountable Person(s);
      6.                    sets out a framework for consulting with and seeking input from the Independent Reviewer in relation to the progress of the Rectification Activities against the Target States and in line with the timelines for implementation and any risks or barriers in achieving these outcomes;
    2.              obtain input from the Independent Reviewer as to the appropriateness of the proposed Rectification Plan to address the findings, observations and recommendations contained in the Deloitte RCA Report;
  1.               incorporate any suggestions from the Independent Reviewer into the Rectification Plan; and,
  2.              provide sufficient committed funding and resources for the life of the Rectification Plan.
  1.            Within 90 days of the Commencement Date, BEN must provide APRA with:
    1.              the Rectification Plan; and,
    2.              any and all comments or feedback from the Independent Reviewer as sought under condition [5(b)].
  2.            APRA may provide feedback on the Rectification Plan.
  3.            Within 15 Business Days from receiving any such feedback from APRA as specified at paragraph [7], BEN must:
    1.            Consider, and where appropriate, incorporate the feedback into the Rectification Plan;
    2.            provide APRA with an amended Rectification Plan and/or a written statement explaining why any of the feedback was not incorporated into the Rectification Plan.
  4.            BEN must ensure that the Rectification Plan incorporates APRA’s feedback to APRA’s

satisfaction.

  1.        BEN must seek and obtain approval of the Rectification Plan from the BEN Board.
  2.        BEN must implement the Rectification Plan in full within the timeframes specified in the Rectification Plan or such varied timeframes as agreed with APRA.
  1.        BEN must seek APRA's written approval if it requires an extension of time to comply with any of these conditions and must do so at least 7 days before the time set for completion.
  2.        Any request for an extension of time must set out the period of the proposed extension and the reasons for requesting the extension.
  3.        If an extension of time is agreed by APRA, BEN must comply with the conditions within the time as extended by APRA.
  1.        Once BEN is satisfied that all Rectification Activities under the Rectification Plan have been completed and the Target States have been substantially achieved, BEN must provide APRA with a written attestation from:
    1.              relevant Accountable Person(s), and,
    2.              the Chair of the BEN Board, and the Chair of the Board Risk Committee and/or the Chair of the Board Audit Committee.
  1.   Within 15 Business Days of meetings of the BEN Board, Board Risk Committee and the Board Audit Committee, BEN must provide APRA with relevant board papers and

minutes of meetings where the progress against the Rectification Plan has been considered, commencing on and from the Commencement Date.

  1.        BEN must reflect the obligations under these conditions in the Accountability Statements of relevant Accountable Person(s) and inform APRA which Accountable Person(s) are responsible for BEN discharging its obligations under these conditions.
  2.        BEN must provide APRA with written evidence that it has considered:
    1.            accountability for Rectification Activities under the Rectification Plan in the remuneration scorecards of the Accountable Person(s) specified in the Rectification Plan, and other staff as relevant; and
    2.            whether the Rectification Activities and the Target States are on track to be substantially achieved when determining the ongoing suitability of, and variable remuneration for, Accountable Person(s) specified in the Rectification Plan, and other staff as relevant.
  1.        BEN must not apply for removal of all, or part, of the Capital Add-On until it has reasonable grounds to conclude that it:
    1.              can demonstrate, to APRA’s satisfaction, compliance with the specific obligations under these conditions;
    2.              has completed, to APRA’s satisfaction, the Rectification Activities set out in the

Rectification Plan; and

  1.               has demonstrated, to APRA’s satisfaction, that it has achieved the Target States.

 

 

In this schedule:

Accountable Persons means the persons that BEN has identified as holding the ‘Accountable Person’ role as defined in section 8 of the Financial Accountability Regime 2023 (Cth).

Accountability Statements have the meaning under section 8 of the Financial Accountability Regime 2023 (Cth).

BEN means Bendigo and Adelaide Bank Limited ABN 11 068 049 178.

BEN Board means the BEN board of directors.

Business Day means a day that is not a Saturday, a Sunday or a public holiday in the state of Victoria.

Capital Add-On means the operational risk capital charge imposed by APRA on BEN effective from 1 January 2026.

Commencement Date means 18 August 2026.

Day(s) means calendar day(s).

Deloitte RCA Report means Deloitte’s Non-financial risk review and root cause analysis report dated 24 June 2026, prepared for BEN and provided to APRA.

Independent Reviewer means a person who is suitably experienced and qualified in compliance and risk management and independent of BEN and their related bodies corporate and officers who has capacity to perform the functions of the Independent Reviewer.

Rectification Plan means the written rectification plan anticipated by these conditions.

Rectification Activities means all activities BEN is required to complete under these conditions to address weaknesses and deficiencies in BEN’s non-financial risk framework, including with reference to the root causes, observations and recommendations specified in the Deloitte RCA Report.

Target States means the outcomes that the Rectification Activities are designed to deliver.

Scope of Engagement means the terms and conditions under which the Independent Reviewer will oversee the Rectification Plan and report on the execution of the Rectification Plan and BEN’s progress, which must at a minimum include:

  1.              a bilateral reporting structure between the Independent Reviewer and APRA that provides for engagement on an ongoing and as needed basis;

 

  1.              an obligation to provide quarterly progress reports directly to APRA on the implementation of the Rectification Plan, including:
    1.                    progress of the Rectification Activities against the timelines in the Rectification Plan, and in relation to the Target States;
    2.                    emerging risks or delays;
    3.                    any material changes to scope, sequencing, accountabilities or funding;
    4.                    any issues affecting sustainability of the Rectification Activities or Target States;
    5.                    any proposals for amendment of the Rectification Plan; and
  2.               an obligation that the Independent Reviewer escalate and notify APRA of any material deviation from the Rectification Plan or any matter likely to impact achievement of the Target States as and when information becomes available.